Managing Difficult Boards

Difficult Boards. We’ve all had them. We’ve all been subject to them.

We all have struggled with what to do with them.

Boards Behaving Badly.

    • “We just can’t get our board to follow through on our request for assistance.”
    • “My board refuses to require members to make donations.”
    • “Our board meetings are a mess, lots of off-topic discussions and conflict.”
    • “Only half our board regularly shows up to meetings.”
    • “My board chair is too busy to meet with me”

These are stressful symptoms of a bigger issue in your organization and that issue is ‘Leadership’.

Whose leadership?

Yours – if you’re the Executive Director.

So, Executive Directors, you can stop reading here if you’re offended. But if you are offended it is probably because you know this to be true.

But you should also know

  • You’re not alone
  • This is hard
  • It can be done

At the end of the day, the Executive Directors’ role in board leadership is to ensure the Board of Directors is a valuable, productive, legally compliant governance team that lends value to mission achievement and fulfills their individual and collective role for the organization.

But too often, we don’t feel that we can do that. Or that we have the authority to do that. Or the confidence.

And oftentimes, we inherit a board that has been groomed to behave badly. The behaviors, attitudes, and expectations of boards evolve over time, slowly developing into an unmanageable mess.

When this happens, we are left with having to change a cultural norm – the set point at which boards expect and experience their group dynamics, their role and behavioral responsibilities, and their obligation to the organization’s ultimate success.

So, what do we do?

Board Character Counts

First, let’s set a baseline of the way boards should behave and the things individual board members should bring to the table to perform to this expectation.

Legal Responsibilities: Directors on organization boards are legally beholding to the Duty of Care, the Duty of Loyalty, and the Duty of Obedience.  We go deeper into what these three duties look like and mean here.

Consensus Focused Representation: Boards are not best served when they approach decision-making by democrat means, i.e. majority rules.  The board and its members should be focused on consensus building in coming to decisions, guided by logic, data, and the objective of eliminating the risks and concerns of members in order to unify an agreement on moving forward. This requires the board chair to give up authority in final decision-making on most counts, except in the extreme, and yield to the group to work through the issues facing the decision, allowing for a sense of ownership and follow through on the final agreement.

Transparency and Intellectual Integrity: Intellectual integrity is the courageous discipline of striving to be thorough in discovering the truth in order to reach the best decision possible in a given situation. Finding and retaining board members who value objectivity and actively pursue evidence-based decision-making is essential. Transparency of course is about the openness and actions of the board in relationship to the organization and to the community.  Individually, transparent board members are those who are forthright and open in their intentions and concerns.

The Complicated and Convoluted Relationship of the Executive Director and the Board

The relationship between ED and Board is not an easy one. It is fraught with nuances, strange authority twists and double backs, and a lack of experience on both sides.  Sounds like a recipe for disaster. Which it most often is.

As noted earlier, the Executive Directors’ role in relation to the board is to ensure that the Board of Directors is a valuable, productive, legally compliant governance team which is an asset to the mission achievement of the organization. Too often that is not the case, in whole or in part.

At dinner, a few years back, a very bright, very successful ED said to me that her board was “useless, a burden, an albatross around my neck, and had been for decades”.

Yikes!! No wonder we have ED’s turnover every four years!

Nothing about this is good for the organization: not the turnover, not the distraction of a lackluster board, and certainly not the board’s perception of the organization and their role itself!

So, given that so much about board leadership is regarding the board itself- its character, its structure, its culture- what IS in the control of the ED in their leadership role?

An Executive Director must have his or her own leadership character traits to be capable of nurturing the board successfully and to have the capacity to lead with the board in achieving their high-performance groove. Here are the key traits we nurture and train in our clients:

  • High Emotional Intelligence. The ability to understand and recognize your own emotions and those of others as they relate to discussions, communication, and conflicts. Being self-aware allows you to monitor your own response, test that it is in the best interest of the group and not about you, and then ‘read the room’ and identify ways to work more collaboratively with your board. Although many people are born with high emotional intelligence, do not despair if you are not among those – this can be learned.
  • Respect.  It is first and foremost about actively listening so that the group grows in a unification of community- feeling that they belong, matter, and have an impact. That’s why a key leadership role for ED’s is to help establish and nurture respectful relationships among the board. Lead by modeling this behavior to your board chair and board members, but also actively expecting that you will receive this in return. Show an active appreciation for your board members’ skills, talents, ideas. Feel and show your gratitude for their volunteer time, when they are intentionally doing something, including making an effort to be present at board meetings.
  • Trust.  This should be the starting point with your board. They can certainly lose your trust if they act untrustworthy, but the board should always have your trust from their first appointment. Acting in a trustworthy way with your board will help to model the behavior you expect in return: Be transparent, say what you will do, and then do what you say without excuse. Let them know at the earliest possible point when what you promised will not transpire. And offer authentic apologies when it is required of you.
  • Influence.  Not manipulation, but connecting with your board on a level that meets their needs, working with them through logical, emotional, and collaborative appeals to help reach consensus. Influencing your board is the number one trait when it comes to effectively melding your experience and their governing responsibilities to the best outcome for the organization.
  • Courage. This is often the most challenging trait. And I hate to say it, but it appears from national studies that it is the most challenging for female leaders. Courage is not the absence of fear. It is action in the face of fear. Too often we succumb to paralysis by analysis when we have to make really challenging decisions with little information or information that might not be reliable. We worry about the repercussions, about being held responsible, about looking foolish, about being wrong. Certainly, you must give all decisions due diligence. But after mitigating as many risks as possible, stand up for your decision! Action is the only antidote in the face of uncertainty. And courageous action builds respect.

To manage difficult boards, manage yourself first

Managing difficult boards is first about managing ourselves. As we work on our own leadership abilities, we are setting the table of expectations for how the board should behave. Through this, we can be courageous in leading the valuable, productive, and meaningful engagement of the board.


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